Obligation to. Go Along" Subject to Sections 5(a) and 5(c) of this Agreement, if the Board of Directors of the Company approves a sale of all or substantially all of the Company's assets determined on a consolidated basis or a sale of all or substantially all (i.e., greater than 66 2/3%) of the Company's outstanding capital stock (whether by sale of stock, merger, recapitalization, consolidation, reorganization, combination or otherwise) to any Person or group of Persons (collectively an "Approved Sale"), each Shareholder will consent to ------------- and raise no objections against such Approved Sale. If the Approved Sale is structured as (i) a merger or consolidation, each Shareholder will waive any dissenter's rights, appraisal rights or similar rights in connection with such merger or consolidation or (ii) sale of stock, each Shareholder will agree to sell all of its Shares and rights to acquire Shares on the terms and conditions approved by the Board of Directors of the Company. Each Shareholder will take all reasonable actions in connection with the consummation of the Approved Sale as requested by the Company.
Obligation to. 18 5.3 CROSS-COLLATERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Obligation to fully perform agreements with SCARDU Customers The Merchant undertakes to deliver products and services paid through SCARDU Merchant Services s in accordance with the separate agreement between the Merchant and SCARDU Customer. SCARDU is not a party to such agreements, and the Merchant shall vis-à-vis SCARDU Customer clearly state that the Merchant is the contracting party and thus responsible for any non-delivery, delayed or incorrect delivery of products and services, and that any complaints shall be addressed to the Merchant.
Obligation to disclose The Transferor will immediately disclose to the Transferee any matter or thing which arises or becomes known to the Transferor during the Interim Period which is inconsistent with any of the Warranties or which it considers renders any of them misleading to a purchaser for value of the Assigned Interest.